/THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA AND AUSTRALIA ONLY AND IS NOT AUTHORIZED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES./
VANCOUVER, Oct. 10, 2012 /CNW/ - PMI Gold Corporation (TSXV:PMV, ASX:PVM, Frankfurt:PN3N.F) (the "Company") is pleased to announce that in connection with its previously announced overnight marketed public offering ("Offering") of common shares ("Common Shares"), it has today entered into an underwriting agreement with a syndicate of underwriters led by Clarus Securities Inc. and RBC Capital Markets as joint bookrunners and co-lead underwriters, and including Canaccord Genuity Corp., Euroz Securities Limited, GMP Securities L.P. and Raymond James Ltd. (collectively, the "Underwriters") to sell 119,050,000 Common Shares of the Company at a price of C$0.84 per share for gross proceeds of C$100,002,000. In addition, the Company has granted the Underwriters an over-allotment option to purchase up to that number of additional Common Shares equal to 15% of the Common Shares sold pursuant to the Offering, exercisable at any time up to 30 days after the closing of the Offering.
The Company plans to use the net proceeds of the Offering to fund the development of the Company's Obotan Gold Project in accordance with its definitive feasibility study, for Ghana exploration activities and for general and administrative expenses.
The Offering is subject to customary conditions and receipt of required regulatory approvals, including the approval of the TSX Venture Exchange, as well as shareholder approval by application of certain rules of the Australian Securities Exchange. The Common Shares will be offered in Canada (other than Québec) by short form prospectus, and in Australia and the United States on a private placement basis, and in other jurisdictions outside of Canada, Australia and the United States which are agreed to by the Company and the Underwriters, where the Common Shares can be issued on a private placement basis, exempt from any prospectus, registration or other similar requirements. The Offering is expected to close on or about November 13, 2012.
The securities referred to in this news release have not, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent U.S. registration or an applicable exemption from the U.S. registration requirements. This release does not constitute an offer for sale of securities nor a solicitation for offers to buy any securities.
On behalf of the Board,
Managing Director & CEO
This news release includes forward-looking statements or information. Forward-looking statements or information involve risks, uncertainties and other factors that could cause actual results, performances, prospects and opportunities to differ materially from those expressed or implied by such forward-looking statement. All statements other than statements of historical fact included in this release, including, without limitation, statements regarding the timing and use of proceeds of the Offering and the completion of the Offering. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements or information. Important factors that could cause actual results to differ materially from the Company's plans or expectations include the actual results of marketing activities, changes in gold prices; adverse general economic, market or business conditions; regulatory changes; and other risks and factors detailed herein and from time to time in the filings made by the Company with securities regulators and stock exchanges, including in the section entitled "Risk Factors" in the Company's Annual Information Form dated September 25, 2012.
Any forward-looking statement or information only speaks as of the date on which it was made and, except as may be required by applicable securities laws, the Company disclaims any intent or obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise. Although the Company believes that the assumptions inherent in the forward-looking statements are reasonable, forward-looking statements are not guarantees of future performance and accordingly undue reliance should not be put on such.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
SOURCE: PMI Gold Corporation
For further information:
Investor Relations Canada:
Rebecca Greco, Fig House Communications
P. +1 (416) 822-6483
Investor Relations Australia:
Nicholas Read/Paul Armstrong, Read Corporate
P. +61 8 9388 1474
M. +61 419 929 046
PMI Gold Corporation Contact Canada:
Marion McGrath, Corporate Secretary
P. +1 (604) 684-6264
Toll-Free: 1 (888) 682-8089
PMI Gold Corporation Contact Australia:
Collin Ellison, Managing Director & CEO
P. +61 8 6188 7900
or visit the PMI Gold Corporation website at www.pmigoldcorp.com